Australia and New Zealand Banking Group Ltd. — Capital/Financing Update 2025

Oct 3, 2025

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FINAL TERMS

PROHIBITION OF SALES TO EEA RETAIL INVESTORS The Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the European Economic Area ("EEA"). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); or (ii) a customer within the meaning of Directive (EU) 2016/97 (as amended, the "Insurance Distribution Directive"), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II. Consequently no key information document required by Regulation (EU) No 1286/2014 (as amended, the "EU PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the EU PRIIPs Regulation.

PROHIBITION OF SALES TO UK RETAIL INVESTORS The Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the United Kingdom (the "UK"). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client, as defined in point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended by the European Union (Withdrawal Agreement) Act 2020 ("EUWA"); or (ii) a customer within the meaning of the provisions of the Financial Services and Markets Act 2000 (as amended, the "FSMA") and any rules or regulations made under the FSMA to implement Directive (EU) 2016/97, where that customer would not qualify as a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of domestic law by virtue of the EUWA. Consequently no key information document required by Regulation (EU) No 1286/2014 as it forms part of domestic law by virtue of the EUWA (the "UK PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the UK has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the UK may be unlawful under the UK PRIIPs Regulation.

UK MiFIR product governance / Professional investors and eligible counterparties only target market – Solely for the purposes of the Dealer's product approval process as a UK MiFIR "manufacturer", the target market assessment completed by the relevant Dealer in respect of the Notes has led to the conclusion that: (i) the target market for the Notes is only eligible counterparties as defined in the FCA Handbook Conduct of Business Sourcebook ("COBS"), and professional clients, as defined in Regulation (EU) No 600/2014 as it forms part of United Kingdom domestic law by virtue of the EUWA ("UK MiFIR"); and (ii) all channels for distribution of the Notes to eligible counterparties and professional clients are appropriate. Any person subsequently offering, selling or recommending the Notes (a "UK distributor") should take into consideration the manufacturer's target market assessment; however, a UK distributor subject to the FCA Handbook Product Intervention and Product Governance Sourcebook (the "UK MiFIR Product Governance Rules") is responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining the manufacturer's target market assessment) and determining appropriate distribution channels. The Issuer is not subject to UK MiFIR. The Issuer is therefore not a "manufacturer" for the purposes of the UK MiFIR Product Governance Rules and has no responsibility or liability for identifying a target market, or any other product governance obligation set out in UK MiFIR, for financial instruments it issues (including the foregoing target market assessment for the Notes described in this legend).

Notification under Section 309B of the Securities and Futures Act 2001 of Singapore (the "SFA"): In connection with Section 309B of the SFA and the Securities and Futures (Capital Markets Products) Regulations 2018 of Singapore (the "CMP Regulations 2018"), the Issuer has determined and hereby notifies all relevant persons (as defined in Section 309A(1) of the SFA) that the Notes are 'prescribed capital markets products' (as defined in the CMP Regulations 2018) and Excluded Investment Products (as defined in the Monetary Authority of Singapore (the "MAS") Notice SFA 04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16: Notice on Recommendations on Investment Products).

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Australia and New Zealand Banking Group Limited

(Australian Business Number 11 005 357 522) (Incorporated with limited liability in Australia and registered in the State of Victoria) Legal Entity Identifier: JHE42UYNWWTJB8YTTU19 (the "IssuerError! Bookmark not defined.")

US\$60,000,000,000 Euro Medium Term Note Programme

Series No: 2176

Tranche No: 1

GBP 350,000,000 Floating Rate Notes due October 2026 (the "Notes")

Issue Price: 100 per cent.

NatWest Markets Plc (the "Dealer")

The date of these Final Terms is 1 October 2025

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PART A — CONTRACTUAL TERMS

Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Base Prospectus dated 20 November 2024 and the Supplemental Base Prospectuses dated 9 December 2024, 20 February 2025, 4 April 2025, 8 May 2025, 15 August 2025, 15 September 2025 and 17 September 2025 which together constitute a base prospectus (the "Base Prospectus") for the purposes of the UK Prospectus Regulation. This document constitutes the Final Terms of the Notes described herein for the purposes of the UK Prospectus Regulation and must be read in conjunction with the Base Prospectus.

Full information on the Issuer and the offer of the Notes described herein is only available on the basis of the combination of these Final Terms and the Base Prospectus. The Base Prospectus is available for viewing on the website of the Issuer at

https://www.anz.com/debtinvestors/centre/programmes/anz-banking-group/euro-medium-term-noteprogramme-aus/ and the Regulatory News Service operated by the London Stock Exchange at www.londonstockexchange.com/exchange/news/market-news/market-news-home.html and during normal business hours at the offices of the Paying Agents and copies may be obtained from Deutsche Bank AG, London Branch, 21 Moorfields, London EC2Y 9DB.

1	(i)	Series Number:	2176
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(ii) Tranche Number: 1

(iii) Date on which the Notes will be consolidated and form a single Series: Not Applicable

2 (i) Specified Currency or Currencies: British Pound Sterling ("GBP")

(ii) Exotic Currency Payments: Not Applicable

(iii) Exotic Currency Relevant Time: Not Applicable

(iv) Exotic Currency Thomson Reuters Screen Page: Not Applicable

3 Aggregate Principal Amount: GBP 350,000,000

(i) Series: GBP 350,000,000

(ii) Tranche: GBP 350,000,000

4 Issue Price: 100.00 per cent. of the Aggregate Principal Amount

5 Specified Denomination(s): GBP 100,000

6 Calculation Amount: GBP 100,000

7 (i) Issue Date: 3 October 2025

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(ii) Interest Commencement Date: Issue Date

8 Maturity Date: Interest Payment Date falling on or nearest to 28

October 2026

9 Interest Basis: Floating Rate

10 Redemption/Payment Basis: Redemption at Par

11 Change of Interest or Not Applicable

Redemption/Payment Basis:

12 NZ Subordinated Notes: Not Applicable

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

13 Fixed Rate Note Provisions Not Applicable

Dates:

14 Floating Rate Note Provisions Applicable

(i) (a) Interest Payment

On 28 January 2026, 28 April 2026, 28 July 2026 and 28 October 2026, commencing on 28 January 2026, in each case subject to adjustment in accordance with the

Business Day Convention specified below.

There will be a long first Interest Period in respect of the period from (and including) the Interest Commencement Date to (but excluding) the first

Interest Payment Date.

(b) Interest Period(s): Not Applicable

(c) Interest Period Not Applicable

(ii) Business Day Convention:

Modified Following Business Day Convention

(iii) No Adjustment of Interest Amounts: Not Applicable

Date:

(iv) Additional Business Centre(s):

New York

(v) Manner in which the Rate(s) of Interest is/are to be determined:

Screen Rate Determination

(vi) Party responsible for calculating the Rate(s) of Interest and/or Interest Amount(s):

Fiscal Agent shall be the Calculation Agent

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(vii) Screen Rate Determination: Applicable - Reference Rate: SONIA (Non-Index Determination) - Specified Maturity: Not Applicable - Interest Determination Date(s): Fifth London Banking Day prior to the end of each Interest Accrual Period - Relevant Screen Page: Reuters Screen Page SONIA (or any successor or replacement page) - Reference Banks: Not Applicable - Relevant Time: Not Applicable - Relevant Financial Centre: Not Applicable - Observation Look Back Period: Five London Banking Days - Observation Method: Lookback - Observation Shift Period: Not Applicable - Suspension Determination Period: Not Applicable - Relevant Number: Not Applicable - ISDA Determination for Fallback: Not Applicable (viii) BBSW Rate Determination/ AONIA Rate Determination: Not Applicable (ix) ISDA Determination: Not Applicable (x) Margin(s): + 0.35 per cent. per annum (xi) Rate Multiplier: Not Applicable

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(xii) Minimum Rate of Interest:

Not Applicable

(xiii) Maximum Rate of

Interest:

Not Applicable

(xiv) Day Count Fraction: Actual/365 (Fixed)

(xv)Linear Interpolation: Not Applicable

15 CMS Rate Note Provisions: Not Applicable

16 Inverse Floating Rate Note

Provisions

Not Applicable

17 Range Accrual Note

Provisions:

Not Applicable

18 Zero Coupon Note

Provisions:

Not Applicable

PROVISIONS RELATING TO REDEMPTION

19 Call Option Not Applicable

20 Put Option Not Applicable

21 Final Redemption GBP 100,000 per Calculation Amount

Amount of each Note:

22 Early Redemption for NZ

Subordinated Note Regulatory Event:

Not Applicable

23 Early Redemption

Amount:

GBP 100,000 per Calculation Amount

(Early Redemption Amounts payable on redemption on account of an NZ Subordinated Note Regulatory Event, for taxation reasons or on an Event of Default or other early redemption and/or the method of calculating the same)

GENERAL PROVISIONS APPLICABLE TO THE NOTES

24 Form of the Notes: Bearer Notes

Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Bearer Notes in definitive form on 60 days' notice (or, following a failure to pay principal, on 30 days' notice) by the Issuer and in the limited circumstances specified in the

Permanent Global Note.

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25 Payment Business Day Convention: Modified Following

26 Additional Financial Centre(s): New York

27 Details relating to Instalment Notes, including Instalment Amount(s) and Instalment Date(s): Not Applicable

28 Redenomination, renominalisation and reconventioning provisions: Not Applicable

DISTRIBUTION

29 US Selling Restrictions: TEFRA D Rules; Regulation S Category 2

Signed on behalf of Australia and New Zealand Banking Group Limited

By: Felicity Melia

Duly Authorised Signatory/Attorney

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PART B — OTHER INFORMATION

1 LISTING

Listing and Admission to trading:

Application is expected to be made by the Issuer (or on its behalf) for the Notes to be admitted to trading on the London Stock Exchange's Regulated Market and admitted to the Official List of the UK Financial Conduct Authority with effect from on or about the Issue Date.

2 REASONS FOR THE OFFER, ESTIMATED TOTAL EXPENSES RELATED TO ADMISSION TO TRADING

(i) Reasons for the Offer: See "Use of Proceeds and a General Description

of the ANZ SDG Bond Framework" in the Base

Prospectus

(ii) Estimate of total expenses related

to admission to trading:

GBP 6,200

3 RATINGS

The Notes to be issued are expected to be rated:

S&P Global: AA-

An obligation rated 'AA' differs from the highest-rated obligations only to a small degree. The obligor's capacity to meet its financial commitments on the obligation is very strong. Ratings from 'AA' to 'CCC' may be modified by the addition of a plus (+) or minus (-) sign to show relative standing within the major rating categories.

Third Party Information

The ratings explanation set out in this Item 3 of Part B is sourced from the website of S&P. The Issuer confirms that such information has been accurately reproduced and, as far as the Issuer is aware and is able to ascertain from information published by S&P, no facts have been omitted which would render the reproduced information inaccurate or misleading.

4 INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE/OFFER

So far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer, including conflicting interests.

5 YIELD

Indication of yield: Not Applicable

6 BENCHMARKS

Relevant Benchmark: SONIA is provided by the Bank of England

As at the date hereof, the Bank of England does not appear on the register of administrators and benchmarks established and maintained by the European Securities and Markets Authority (ESMA) pursuant to Article 36 of Regulation (EU) 2016/1011 (the EU Benchmarks Regulation).

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As at the date hereof, the Bank of England does not appear on the register of administrators and benchmarks established and maintained by the Financial Conduct Authority (FCA) pursuant to Article 36 of Regulation (EU) 2016/1011 as it forms part of U.K. domestic law by virtue of the EUWA (the UK Benchmarks Regulation).

As far as the Issuer is aware, SONIA does not fall within the scope of the EU Benchmarks Regulation by virtue of Article 2 of the EU Benchmarks Regulation, such that the Bank of England is not currently required to obtain authorisation or registration (or, if located outside the European Union, recognition, endorsement or equivalence).

As far as the Issuer is aware, SONIA does not fall within the scope of the UK Benchmarks Regulation by virtue of Article 2 of the UK Benchmarks Regulation, such that the Bank of England is not currently required to obtain authorisation or registration (or, if located outside the United Kingdom, recognition, endorsement or equivalence).

7 OPERATIONAL INFORMATION

ISIN:	XS3198397559
Temporary ISIN:	Not Applicable
Common Code:	319839755
Temporary Common Code:	Not Applicable
FISN:	AUSTRALIA AND N/VAR MTN 20261028, as updated, as set out on the website of the Association of National Numbering Agencies ("ANNA") or alternatively sourced from the responsible National Numbering Agency that assigned the ISIN.
CFI code:	DTVXFB, as updated, as set out on the website of ANNA or alternatively sourced from the responsible National Numbering Agency that assigned the ISIN.
Any clearing system(s) other than Euroclear Bank SA/NV and Clearstream Banking S.A. and the relevant identification number(s):	Not Applicable

Not Applicable.

Delivery: Delivery against payment

Names and addresses of additional Paying

Agent(s) (if any):